SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 7, 2020
BOWX ACQUISITION CORP.
(Exact Name of Registrant as Specified in Charter)
|(State or Other Jurisdiction||(Commission||(IRS Employer|
|of Incorporation)||File Number)||Identification No.)|
2400 Sand Hill Rd., Suite 200
Menlo Park, CA 94025
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|☐||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|☐||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|☐||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|☐||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))|
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading|
|Name of each exchange on|
|Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant||BOWXU||The Nasdaq Stock Market LLC|
|Class A common stock, par value $0.0001 per share||BOWX||The Nasdaq Stock Market LLC|
|Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share||BOWXW||The Nasdaq Stock Market LLC|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 3.02. Unregistered Sales of Equity Securities.
The information provided in Item 8.01 of this Form 8-K is incorporated by reference into this Item 3.02.
Item 8.01. Other Events.
On August 7, 2020, BowX Acquisition Corp. (the “Company”) consummated its initial public offering (“IPO”) of 42,000,000 of its units (“Units”). Each Unit consists of one share of Class A common stock, $0.0001 par value per share (“Common Stock”), and one-third of one redeemable warrant (“Warrant”), with each whole Warrant entitling the holder to purchase one share of Common Stock at a price of $11.50 per share. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $420,000,000.
Simultaneously with the consummation of the IPO, the Company consummated the private placement (“Private Placement”) of 6,933,333 warrants (“Private Warrants”) at a price of $1.50 per Private Warrant, generating total proceeds of $10,400,000, to certain of the Company’s initial stockholders and certain funds and accounts managed by subsidiaries of BlackRock, Inc. The Private Warrants are identical to the Warrants sold in the IPO, except that the Private Warrants are non-redeemable and may be exercised on a cashless basis, in each case so long as they continue to be held by the initial purchasers or their permitted transferees. The purchasers of the Private Warrants have agreed not to transfer, assign or sell any of the securities purchased in the Private Placement, including the underlying shares of Common Stock (except to certain permitted transferees), until 30 days after the consummation of the Company’s initial business combination.
An audited balance sheet as of August 7, 2020 reflecting receipt of the proceeds received by the Company in connection with the consummation of the IPO and the Private Placement has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K. A copy of the press release issued by the Company announcing the consummation of the IPO and Private Placement is included as Exhibit 99.2 to this Current Report on Form 8-K.
On August 13, 2020, the Company consummated the sale of an additional 6,300,000 Units pursuant to the underwriters’ over-allotment option. Such Units were sold at $10.00 per Unit, generating gross proceeds of $63,000,000. Simultaneously with the closing of the sale of additional Units, the Company sold an additional 840,000 Private Warrants at a price of $1.50 per Private Warrant, generating total proceeds of $1,260,000. Following the closing of the over-allotment option and sale of additional Private Warrants, an aggregate amount of $483,000,000 was placed in the Company’s trust account established in connection with the IPO.
|Item 9.01.||Financial Statement and Exhibits.|
|99.1||Audited balance sheet|
|99.2||Press release announcing closing of IPO|
|99.3||Press release announcing closing of over-allotment option|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: August 13, 2020
|BOWX ACQUISITION CORP.|
|By:||/s/ Vivek Ranadive|
|Title:||Chairman and Co-Chief Executive Officer|